YONGE-DUNDAS SQUARE 2 Carlton Street

Suite 1707 Toronto, Ontario

MSG 2C2

March 26, 20 IS

Welch LLP 36 Toronto Street Suite S30 Toronto, ON MSC 2CS

Dear Sirs:

We are providing this letter in connection with you r aud it of the financial statements of Yonge­Dundas Square as of December 31, 2014 and for the year then ended, for the purpose of expressing an opinion as to whether the financial statements present fairly , in all material respects, the financial position, results of operations and cash flows of Yonge-Dundas Square in accordance with Canadian public sector accounting standards.

We acknowledge that we are responsible for the fair presentation of the financial statements in accordance with Canadian public sector accounting standards and for the design and implementation of internal contro ls to prevent and detect fraud and error.

We acknowledge that your examination was planned and conducted in accordance with Canadian generally accepted auditing standards so as to enable you to express an opinion on the financial statements. We understand that wh ile your work includes an examination of the accounting system, internal control and related data to th e extent you considered necessary in the circumstances, it is not designed to identify, nor can it necessarily be expected to disclose, fraud, shortages, errors and other irregularities, should any exist.

Certain representations in this letter are described as being limited to matters that are material. An item is considered material, regardless of its monetary value, if it is probable that its omission from or misstatement in the financial statements would influence the decision of a reasonable person relying on the financial statements.

We confirm, to the best of our knowledge and belief, the fo llowing representations made to you during your audit:

Financial Statements

I. We have fulfi lled our responsibilities, as set out in the terms of the aud it engagement dated April 2S, 2013, for the preparation of the financial statements in accordance with Canad ian public sector accounting standards; in particular, the financial statements are fairly presented in accordance therewith.

2. The significant assumptions used by us in making accounting est imates, including those measured at fai r value, are reasonable.

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Information Provided

I. We have provided you with:

(a) Access to all information of which we are aware that is relevant to the preparation of the financial statements, such as records, documentation and other matters;

(b) Additional information that you have requested from us for the purpose of the audit; and

(c) Unrestricted access to persons within the entity from whom you determ ined it necessary to obtain aud it evidence

2. All transactions have been recorded in the accounting records and are reflected in the financ ial statements

3. We have disclosed to you the results of our assessment of the risk that the financial statements may be materially mi sstated as a result of fraud. We have assessed this risk as low.

4. We have disclosed to you all information in relation to fraud or suspected fraud that we are aware of and that affects the entity and involves:

(a) Management;

(b) Employees who have significant roles in internal control; or

(c) Others where the fraud could have a material effect on the financial statements.

5. We have disclosed to you all information in relation to allegations of fraud, or suspected fraud, affecting the entity's financ ial statements communicated by employees, former employees, analysts, regulators or others.

6. We have disclosed to you al l known instances of non-compliance or suspected non­compliance with laws and regu lations whose effects should be considered when preparing financi al statements.

7. We have disclosed to you the identity of the entity's related parties and all the related party re lationships and transactions of which we are aware.

Accounts Receivable

I. Accounts receivable are correctly described in the records and represent valid claims as at the year-end against the persons or companies indicated. These accounts are expected to be collected within twelve months.

2. The accounts receivable are free from hypothecation or assignment except as disclosed in the notes to the financial statements.

3. Adequate allowance has been made for any losses from unco llectible accounts, costs or expenses that may be incurred with respect to sales made or services rendered prior to the year-end.

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Capital Assets

1. All charges to capita l asset accounts during the year represent actual additions to and no expenditures of a capital nature were charged to the operations of the organ ization during the year.

2. All capital assets sold or dismantled have been properly accounted for in the books of the organization.

3. Appropriate rates have been used to amortize the assets over their estimated useful lives and the provisions were calculated on a basis consistent with that of the previous period.

4. The organization has good title to the properties represented by the balance carried in the ca pital asset accounts, and there are no 1 iens, mortgages or other charges against any of the capital assets shown on the books of the organization.

5. Where the value of any capital assets has been impaired, this fact has been disclosed to you.

Liabilities and Commitments

1. At the year end, with the exception of relatively immateria l ob ligations for wh ich invoices had not been received or which otherwise could not readily be determined or estimated, all known liabilities of the organization are included and fairly stated on the ba lance sheet.

2. At the year-end there were no contingent liabilities (e.g., discounted receivab les or drafts, guarantees, pending or unsettled suits, matters in di spute).

3. The organization has compl ied with al l aspects ofcontractual agreements that could have a materi al effect on the financial statements in the event of non-compliance, including all covenants, conditions or other requirements of all outstanding debt.

4. At the year-end, the organization had no unusual commitments or contractua l obligations of any sort that were not in the ordinary course of business or that might have an adverse effect upon the organization.

5. All claims outstanding against the organization or possible cla ims have been disclosed to you and, where appropriate, reflected in the financial statements or notes thereto.

6. We understand that any illegal or possibly illegal act could damage the organization or its reputation or give rise to a claim or claims against the organization. We are not aware of any violations or poss ible violations of law or regulations the effects of which should be considered for disc losure in the financial statements or as the basis for recording a contingent loss.

Statement of Operations

1. All of the revenues of the organization for the year has been recorded in the books of account and disclosed in the financial statements.

2. The statement of operations contains no extraordinary or non-recurring items of materi al amoun t except as shown thereon.

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Corporate Minutes

The minute books of the organ ization contain an accurate record of a ll of the business transacted at meetings of the board of management up to the date of this letter.

Controlled and Related Entities

The organization does not have rel ationships with any companies or other not-for-profit organizations that involve control, joint control , or significant influence nor does the organization have an economic interest in any other not-for-profit organization.

Related Party Transactions

I. Related patty relationships and transactions have been appropriately accounted for and disclosed in accordance with the requirements of Canadian pub! ic sector accounting standards.

2. There have been no exchanges of goods or services with any related patties for which appropriate accounting recognition and financial statement disclosure has not been given.

Recognition, Measurement and Disclosure

I. Significant assumptions used in arriving at the fair values of financial instruments as measured and disclosed in the financial statements are reasonable and appropriate in the circum stances.

2. The organization has no plans or intentions that may materially affect the carrying value or classification of assets and liab ilities reflected in the financial statements.

3. The nature of all material measurement uncertainties has been appropriately disc losed in the financial statements, including all estimates where it is reasonably possible that the estimate wi ll change in the near term and the effect of the change could be material to the financial statements.

Going Concern

We confirm that we have assessed the entity's ability to continue as a going concern, taking into account all information which is at least twelve months from the year-end date, and we conclude that the entity is able to continue as a going concern for the foreseeable future.

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General

1. We are unaware of any frauds or possible frauds having been committed by the organization, its employees or any of its directors and officers and we have disclosed to you the results of our assessment of the risk that the financial statements may be materially misstated as a result of fraud.

2. We have no know ledge of any allegations of fraud or suspected fraud affecting the entity's financ ial statements.

3. We acknowledge that we are responsible for the implementation and operation of internal controls that are designed to prevent and detect fraud and etrnr.

4. We are unaware of any known or probable instances of non-compliance with the requirements o f regulatoty or governmental authorities, including their financial reporting requirements.

5. The effects of unc01Tected misstatements are inunaterial, both individually and in the aggregate, to the financial statements as a whole. A list of the uncorrected misstatements is attached to the representation letter.

6. In the course of your audit of our financial statements for the year ended December 3 1, 201 4, you have recommended cett ain journal entries and adjustments to our books and records as attached to this letter. We hereby acknowledge that we understand, agree with and approve of the attached journal entries which have been considered necessaty to present fai rly the financial position and operating results of our organization.

Events Subsequent to the Year-end

No facts have been discovered which necessitate material adjustment to the year-end figures.

Yours very ttuly,

YONGE-DUNDAS SQUARE

.A/,]f_ Per ~{f:5

Taylor Raths, General Manager

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Yonge-Dundas Square Period ending: December 31 , 2014 Summary of unadjusted errors Rev. 2015-01

Materiality (Sch. lli): Preliminary overall materiality is 545.500; Final overall materiality is $45.500. All misstatements over $3.640 are to be recorded on this summary. Misstatements below this threshold are considered trivial .

The tax rate used in this schedule is nil%.

INCOME ST ATEMENT BALA NCE SHEET Overstated or (Understated) Overstated or (Understated)

Description of Possible WP Ref. Identified Likely Likely Assets Liabilities Clllllla FIS Corr-

Misstatement Mis- Aggregate Aggregate ...., Disclosures ected?

s tatement Mis- Mis­statement s tatement

After Tax

Overstatement of 2014 prepaid El 5,877 5,877 5,877 5,877 S,877 No expense to RFP

Overstatement of 20 14 El (4, 109) (4, I 09) (4, 109) 0

professional fees for the amount of prepaid which should have been expensed in prior year ....... 1,768 1,768 5,877 5,877 Effect of Unadjusted Errors From Prior Years 11 ,748 11 ,748 ..

~Mlllffll I 1,768 1,768 17,625 17,625-Further Possible Misstatements -­ . Prna~~~ .

1,768 1,768 17,625 17,625 Corrected Misstatements

lJuon•CldMi11l1t1• 1 I 1,768 1,768 17,625 17,625

Materiality 45,500 45,500 45,500 45,500 45,500 45,500 ..........; I ! ....,............. 43,732 43,732 27,875 45,500 27,875 45,500

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Prepared by Reviewed by Reviewed by Reviewed by

AZ VL BH GI 06/02/2015 08/02/2015 14/02/2015 23/02/2015